In Spite of a Nidaime
by Hochmeister
Summary: The world where Hashirama managed to keep Madara in Konoha is little different from its counterpart. Madara's reformation merely caused another ninja to discover the secrets of the Sage of the Six Paths and make similar plans. Now Naruto, the Godaime Hokage Jiraiya, and their comrades must stop a moon's eye plan backed by enemies whose determination matches their own.
1. Chapter 1

**Disclaimer: **I don't own Naruto. However, I am willing to buy... for the right price.

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**Prologue: **Unnamed village, shortly after the Senju/Uchiha treaty:

* * *

Madara Uchiha groaned as he cracked his eyes open. Despite years of conditioning to become instantly alert upon waking, his irritated eyes, upset stomach, throbbing headache, and general feeling of malaise delayed an assessment of his situation for an uncomfortably long moment. His confusion only grew as he woozily became aware of his surroundings. Unfamiliar room, strange bed, no clothes, and a nubile young redhead curled up against his chest. He groaned in pain and confusion. _'What the hell happened last night?'_

Slowly Madara assembled his foggy memories of the previous night. The beginning was fairly clear; he had gone to Hashirama's engagement party. It was a massive affair arranged by his Uzumaki fiancée's insane relatives who couldn't resist the opportunity to throw a gigantic party during their visit. He initially did not intend to stay longer than necessary as socialization was not his forte, and the less time he spent around Tobirama the better. However, Izuna's killer was not present, and despite himself he actually started having a good time. Part of it was being able to spend time with his best (only) friend without Tobirama around, but it also helped that the majority of the crowd was Uzumakis who hadn't been directly involved in their theater of the clan wars. In fact, most of the idiot savant seal masters had no idea who he was, which combined with their raucous, friendly, and extremely extroverted natures made him feel more welcome and at ease than he had since Izuna died.

Madara's memories became a lot more disjointed after his first drink, prompted by Hashirama insinuating he was a lightweight who wouldn't be able to keep up with his "superior Senju body." The subsequent hotly contested drinking games flashed through his mind. As far as he could recall he had given as good as he got. He also hadn't smiled so much in years. His memories after that were even hazier; he had a faint recollection about Hashirama and his fiancée Mito going off to "talk," followed by drunken conversations with several similarly inebriated Uzumaki, one of which had persuaded him to use Amaterasu to set various things on fire to the glee of a dozen maniacal redheads, then… oh…

Shinobi as a rule were never supposed to reveal their innermost thoughts, let alone to someone they had just met at a wild party. Not only was it highly unprofessional, it gave potential enemies an advantage. Madara was no exception to this rule, yet in an entirely out of character booze fueled moment he had started spilling out all his fears and frustrations with his current situation (little brother killed by only friend's brother, war embarrassingly lost, own clan mistrustful, probably going to start killing each other again, etc…) to the pretty young redhead who had persuaded him to set things on fire.

He couldn't clearly remember her exact response, but it hadn't been what he expected. There was no false sympathy or vapid platitudes, instead the woman had gotten quite enraged and smacked him on the head. The subsequent diatribe had certainly presented a different perspective on events; he couldn't deny that if he had listened to Hashirama in the first place Izuna would still be alive, or that it would take some time to rebuild his bonds with his clan. Perhaps she and Hashirama were right in supporting the village. While it may be beyond anyone to completely end all conflict in the world in a single lifetime, if the clans could put aside their hatred to join as a village perhaps those villages would someday be able to live at peace with one another.

Only flashes of the next events remained; exceedingly loud and wild music, Hashirama and Mito doing a highly suggestive dance amongst a crowd of other couples, his new female companion pulling him onto the dance floor, and them doing some very stimulating and _enjoyable_ movements loosely classified as dancing. A blush rose to Madara's face as he recalled flashes of the giggling dash to her room and the _other_ activities which had lead to his current situation. What was that phrase Hashirama had used? The 'wonders and horrors of alcohol' indeed. Nothing in Madara's experience had prepared him for this sort of situation. As the woman began to stir towards wakefulness he broke in to a horrified cold sweat. After all that had happened, he couldn't even remember her name! This was going to be awkward.

* * *

Some months later:

* * *

"Madara a father?!" the normally unflappable Tobirama exclaimed in horrified surprise. "I never expected you to take me seriously when I said he needed to get laid. Or to poison me so you could get him out without me around," he said with a glare.

"It was a brilliant idea," Hashirama replied with a grin. "Madara's the happiest I've seen him in years. Married life can be good for you! Speaking of, I should try to find you someone to help correct your personality flaws."

"What flaws?" Tobirama replied nonplussed. "Compared to Madara I'm the epitome of mental stability. The poor kid will probably grow up traumatized, not to mention the mother."

Hashirama frowned at his brother. "You don't know Madara like I do. He may not be the best parent or husband, but he knows how to love his family and would do anything to protect them, just like he would the village."

"Speaking of Madara and protecting the village brother, I heard about your intention to make him 'Hokage.' You can't just go and appoint him our leader on your own! Recommending him as a candidate is fine, but that sort of decision should lie with the village people. You can't just go around deciding things like father did!"

"But-"

"Furthermore, there's no way in hell Madara would be elected. Everyone knows that you were the one who brought us together, over Madara's objections! Even the Uchiha would prefer you," Tobirama overrode his brother.

"I'm still going to recommend him," Hashirama replied defiantly. "Nobody would be more devoted to protecting the village."

"True or not, that doesn't mean anything if the people won't support him." Tobirama retorted. "Even if you were to make him Hokage, the people would distrust him and still look to you for leadership. He would be little more than a figurehead, and how well do you think he'd react to that?" Hashirama frowned at the disturbing though. "Speaking of, there's an ugly rumor going around... that the power of an Uchiha's Sharingan is directly related to the amount of hate they possess. They'll always be unpredictable, and for the sake of the village..."

"That's enough Tobirama!" Hashirama replied angrily. "We all possess hatred after the wars, Uchiha and Senju alike! What's important is building towards a future without it. The village may not trust Madara now, but given time I'm sure they'll see him as I do and then-" Hashirama stopped and looked at the open window nearby. "Feels like someone was here just now, did you sense anyone?" he asked as he leaned out the window.

"Nah, wasn't using my chakra. And don't change the subject." Tobirama replied with a scowl.

Hashirama looked down on the roof. Sitting there were two leaves, one with the hole Madara had made looking at Konoha. As he picked them up a breeze wafted through the room and the leaf with the hole fluttered, but remained intact with the support of the second.

* * *

**In Spite of a Nidaime: Chapter 1**

* * *

A visitor from an alternate universe where Madara Uchiha abandoned Konoha would have found the present chaotic situation oddly familiar. A trio of snakes had broken through the village walls, only to be crushed by a white haired super-pervert leading a contingent of defenders against the combined Sand-Sound invasion. Meanwhile, a certain blonde orphan who also happened to be the jinchuriki for a nine-tailed demon fox struggled against a demented boy from Sunagakure with his teammates, the last Uchiha and a pink haired girl. Near the center of the village, in the arena used for the chunin exams, Konoha's copy ninja and green beast stood back to back as they decimated their many opponents.

Such a visitor would not find much different until he came to the roof of said stadium where the Sandaime Hokage, Hiruzen Sarutobi, was facing off against his former student Orochimaru. Outside the barrier raised by the sound four a squad of ANBU watched impotently as the Sannin summoned two coffins. The ANBU gasped in surprise as two figures emerged before their eyes.

"It can't be!" One of them exclaimed in shock.

"That summoning... who are they?" Another asked.

"This is really bad," the first replied. "Those two are the strongest shinobi of their time, perhaps of all time! The Shodai Hokage Hashirama Senju, and the Nidaime Hokage… Madara Uchiha!"

Inside the barrier the Sandaime regarded his predecessors with horrified surprise. Not only would he be fighting against his old teachers, but the fight would be far more difficult if their reanimated bodies possessed even a fraction of their monstrous strength.

"Long time no see Monkey-boy." Madara said, unfazed despite the strange situation. "So this kid used the Edo Tensei to revive us?" he asked as he saw Orochimaru. "It's called the forbidden scroll for a reason you know!" he said with a mock glare at the Sandaime Hokage.

Hiruzen looked away shiftily. "Well, it seemed like a good idea at the time."

Meanwhile, Hashirama scrutinized the elderly Hokage in confusion, then perked up as he recognized his former student. "Oh, it's you! You've certainly grown old Hiruzen!" The Shodai quickly surveyed the situation and as much of the village as he could see. As he saw the Hokage monument however his head drooped with a near visible air of depression. "So you became Hokage Madara?" he asked dejectedly.

"What, you were the one who wanted it in the first place!" Madara barked in irritation.

"It's just that your statue is so much better than mine." Hashirama wailed.

"Did you think I'd hire that idiot who messed up your head to do mine?" Madara replied sarcastically. "Unlike you, I made sure that my statue properly depicted my stunning good looks."

"_A-hem,_" a voice from behind them interrupted. "How about we leave off the old folk's reunion and get started?" Orochimaru asked.

"No matter how much the world changes there is always conflict." Hashirama remarked sadly.

"Such is the nature of the Shinobi world... or perhaps of humanity." Madara replied.

Orochimaru chuckled as he approached the two Hokage with the control talismans. "You like the idea, don't you!"

"Making tools of the dead," the Sandaime growled angrily."Nothing good will come from such a despicable act!"

Orochimaru merely laughed. "Well then, shall we begin?" he asked as he inserted the tagged kunai and activated them with a hand sign.

The Sandaime watched in alarm as all traces of emotion left his predecessors faces and their bodies steamed. "They look even more like they did in life," he said sadly. Inside, the Sandaime was frantically recollecting what the forbidden scroll had said about the technique and how to counter it. _'They'll be weaker than in life, but by how much? I could seal them, but they need to be restrained first and I don't have the proper sealing technique prepared. If I could blow them away before they get stronger I may be able to take out Orochimaru while they regenerate…'_

Orochimaru laughed sinisterly. "Complete! Do you know the joy and sense of accomplishment you get when you hurt the one you called master?" he asked with a wicked grin. "I thought I'd have you experience that, so I prepared this situation for you. Please, enjoy yourself Sensei!"

Sarutobi gritted his teeth and ran forward. The time for talking was over. _'Start with a fire element…' _His hands moved through the seals at breakneck speeds, but across from him red eyes opened on the Nidaime's face as Madara's hands copied his student.

"Katon, Fire Dragon Napalm!" two voices rang out in unison. Two streams of white hot flame flew out and crashed in the middle.

'_Not good! I can't waste chakra trying to overwhelm him.'_ The Sandaime jumped to the side, and in the instant before Madara corrected his aim managed to perform a counter. "Doton, Mudslide Barrier!" A large earthen wall rose, protecting him from the flames.

Safe behind the wall Sarutobi wasted no time in preparing his next jutsu. He sped up as he sensed Madara's attack end and Hashirama building up a large amount of chakra. Seals finally done he bit his thumb and slapped his hand on the ground, and yelled out "Kuchiyose no jutsu!" just as a forest started erupting from the wall and ground.

A very surprised Monkey King Enma appeared just as the foliage reached them, and joined Sarutobi in leaping up the rapidly growing trees. "Sarutobi, what the-"

"No time, just transform!" the Sandaime yelled as he saw a shadow rapidly approaching.

Enma quickly obeyed and transformed into a black adamantine staff, which Hiruzen swiftly grabbed and used to beat back the prying green tendrils. He then pivoted around it to avoid Madara, who had jumped over the wall and attacked while he was occupied with Hashirama's jutsu. The two exchanged a brief flurry of blows, with Madara's Sharingan countering Hiruzen's weapon and slight edge in speed. The dojutsu wasn't quite enough to overcome the difference though, and the Sandaime caught his predecessor with a mighty blow with the staff which launched him back clear through the forest and mud wall towards Orochimaru.

The Sandaime breathed heavily as he leapt through the hole to confront his predecessors and former student. He was already feeling his age despite the battle's short duration, and worse yet none of his opponents had even begun to cut loose. As he stepped forward, Sarutobi had a sinking feeling than even if he managed to defeat his foes he would not walk away from this battle.

* * *

Days after the attack, all Konoha's shinobi mourned on the top of the Hokage tower. Even the weather was mourning, with dark clouds pouring tears of rain on the black clothed crowds. Naruto stood in front of the coffin and shrine with his friends from the academy and chunin exams and their sensei. Nearby, Iruka consoled the sobbing Konohamaru.

Naruto looked on somberly at the Hokage monument and his precious people. This was his first experience with the death of someone close to him, and it wasn't a pleasant experience. Even though the Hokage had died a hero protecting the village from Orochimaru, he couldn't help but feel empty inside. "What's the point of it all?" He asked Iruka. "Is life just that simple?"

Iruka looked back sadly. "When someone dies they lose everything. Your goals, friends, plans, or anything don't matter to it. It is that simple. But everyone here knows that the most important way you can die is for a cause. "Family, friends, lovers, the villagers… those are the most important people to me, and they are my cause. The Sandaime and his predecessors also felt that way, and over the years they developed strong bonds of trust and mutual support with this village. Everyone with this headband knows that what you leave behind is more important than anything you could take with you."

"But death is still painful." Naruto replied looking at the memorial.

"The Hokage wouldn't think so," Kakashi replied from behind. "We all want to protect our precious people from harm, and he passed on entrusting his hopes and dreams to us younger generations. But it will still hurt even if you do understand."

"Right!" Naruto said with a smile. "But knowing is better than not knowing!"

Iruka smiled slightly at the sight. Despite their sorrow, all the ninja of the new generation from the brooding Sasuke to the slowly recovering Rock Lee felt the same determination. Even though it was still small, the will of fire burned brightly in this generation. Iruka had little doubt that just as the Sandaime had inherited the will of his predecessors, the current generation would likewise inherit his will to protect their comrades and build a better world.

* * *

**Author's Note:** As you may have gathered from the title, this story leans heavily on the "In spite of a nail" trope. Despite Hashirama being a much better wingman than in cannon and consequently keeping Madara in the village, _almost_ everything has occurred identically to cannon since Madara became Nidaime. This allows me to keep the main characters around and in character (I assume that like me you don't enjoy original or out of character characters), and to skip the frequently repeated Academy, Wave, and Chunin Exam arcs.

However, there are differences between this AU and cannon which will be revealed as the story progresses. Although the Akatsuki are still trying to gather the Biju to cast the Infinite Tsukuyomi, they have a different leader and slightly different membership. Before you start worrying, let me reassure you that there will be no original characters in this story besides Madara's nameless plot device of a wife who will never appear again (if you want to read a story about some doe eyed Mary Sue winning his heart I'm sure there are dozens out there). The story will loosely follow Shippuden's, with Orochimaru and the Akatsuki being the main antagonists and everything culminating in a bigass war. I intend to use the butterflies in the storyline and the different final villain to make Shippuden in general and the Pain invasion and War arcs in particular more intense and realistic, while remaining thematically consistent. It will be grimmer, darker, and more serious than cannon, but not to the extreme.

To give you an idea about the style of story, the following are a few specific things I intend to do or avoid. Power levels won't exceed cannon, and based on how they are currently skyrocketing may even be lower. More focus will be given to the rookie 12, but not at the expense of the main plot. I'm going to try to keep the tone similar to the series; a mixture of lighthearted fun combined with more serious themes. However, there will be character deaths. I'll try to avoid character bashing, flanderization, and completely OOC characters. Pairings are not the focus of this story; there will be some romance but it will be kept similar to cannon (no crack pairings, yaoi, or harems) and developed at around the same rate. Don't expect any confirmed couples until the end.

About the usage of honorifics and Japanese; as far as I can tell Kishimoto plays fast and loose with them in the manga. I'm going to stick to this; they'll be used only to emphasize when someone's being polite, or when used habitually by a character in the manga. Don't read too much into them, or their lack. Japanese words will only be used for proper nouns (Konoha, Sandaime Hokage, etc...) and common jutsu (Rasengan, Kage Bunshin, etc…). Beyond these, random insertion of Japanese words will be avoided at all costs.

Thanks for reading, and please review!


	2. Chapter 2

**Disclaimer: **No, I don't own Naruto. What tipped you off?

* * *

**Chapter 2**

* * *

The rooftops of Konoha were seldom unoccupied; in a village of ninjas they were practically a highway. Not only did they speed up travel, they also offered a good vantage point for watching over the village… or certain parts of it. On one rooftop, a certain sage was giggling as he peered through his telescope at the hot springs. Engrossed in his "hobby," Jiraiya paid no attention to the two elders as they walked up behind him.

"I see you still haven't given up that foolish hobby, haven't you?" Homura asked disapprovingly.

"Just enjoying Konoha's sights once more," Jiraiya replied as he lowered the telescope. Homura-ojisan, Koharu-bachan, what business do the Sandaime's advisors have with me?"

"We have something to tell you. I'm sure you'll understand why," Homura stated.

"So you say. Even though your faces don't look it, I take it the talks with Suna are going well?" Jiraiya asked.

"They are, but that's not important right now. The power of Konoha is declining, and people are becoming fearful. World wars have started from a Kage's death before. We need to be prepared for any upcoming crisis," he replied solemnly.

"We don't know if any of the neighboring villages will take bold actions against us. The balance of power is not yet clear," Koharu said. "Several of our top people have formed an emergency committee to deal with Suna, but we also agreed that we need a strong leader we can rely on. There's trouble ahead, and not just Orochimaru."

"We need to build a new foundation to recover our strength, a Godaime Hokage," Homura stated.

"And at our meeting with the fire lord yesterday, we decided it should be you Jiraiya," Koharu concluded.

Jiraiya frowned. He had expected this, but still didn't want the position. "I'm not really the Hokage type you know," he replied.

"This is the decision of Konoha. You are strong, loyal, respected, and one of the legendary Sannin. Regardless of your personality, you are the best choice," Koharu replied angrily.

Jiraiya sighed and rubbed the back of his neck agitatedly. "At times like this I wish Tsunade-hime was still alive," he said sadly. "What about Kakashi or the other jonin?"

"Kakashi is not fit to lead the village, you know that as well as us," Homura replied. "And few others possess the necessary combination of power, experience, neutrality, and leadership. If you do not accept, the only alternative is our old teammate Danzo."

'_Who would be a disaster,'_ Jiraiya thought to himself. Replacing Sarutobi with someone just as old would be a sure sign of weakness, not to mention that Danzo's philosophy ran directly against what Jiraiya had spent his life trying to accomplish. _'As much as I hate to admit it, the old bastards are right. Too many promising youngsters have died since the last war. Minato and Itachi are gone, Kakashi and the others of his generation aren't fit for various reasons, and none of the new generation are nearly old enough. I'm the only one left.'_ "Give me some time to consider it," Jiraiya replied to the two elders. "I'd also need to reorganize my spy network before I could become Hokage."

"We were thinking you could hand over some of your network to Kakashi and some others. We can't have it rely upon only one man," Homura replied.

"And perhaps in a few years he will be strong enough to take over from you," Koharu said, trying to sweeten the deal. "We can give you a week to decide, but we need a new Hokage."

* * *

Half formed plans swirled around Jiraiya's mind as he left the rooftop. He had been expecting the offer since the Sandaime died, but hadn't fully thought out the implications. The elders were right; Kakashi could take over the spy network and would hopefully use the time off to become strong enough to take the blasted hat off his hands. Furthermore, from what he had seen his young Uchiha student would benefit from some intensive training and time in the real world in more ways than one. Trained right the kid might become strong enough to counter Itachi in a few years. Likewise, Jiraiya was planning on training Naruto regardless of what happened, but remaining in the village would let him conscr- or rather, recruit some of the other shinobi to help with his more basic skills. He'd probably have to find someone to train Kakashi's third brat as well.

Even though he was already thinking the part, Jiraiya didn't like the idea of becoming Hokage. He was the oddball, the weakling on his team. Even though he became strong, he had failed to save his teammates, students, or teacher. He didn't think he was good enough to follow the previous Hokage, and deep down a selfish part of him simply wanted to wander the elemental nations spying on women and writing dirty books. The dilemma only increased as he came up to the ramen stand and saw Naruto obliviously slurping down noodles. Part of why he wanted to take the boy away for training was to prevent the Akatsuki from attacking him inside the village. Was it worth it to leave the village weaker just to remove that threat?

"So what I heard is true, you really do come here all the time to eat ramen."

Naruto looked up with a mouthful of dangling noodles. "AH! It's Ero-sennin!" he exclaimed in surprise.

"Ero-sennin?" Jiraiya asked with a scowl. "You don't know just how awesome I am, do you?" Jiraiya flourished his hair and twirled into an 'amazing' pose. "I'm the famous toad sage, and that's not all! In the North, South, East and West, the legendary Sannin's white haired summoning master, the handsome man who makes women swoon and men weep with jealousy… the Gallant Jiraiya! That is, me!"

Naruto merely stared in confusion. "Huh?"

From behind the counter Teuchi the ramen chef laughed at the display. "Naruto, he's one of Konoha's top shinobi, even more legendary than Kakashi."

"That's right! And to think I was about to offer to take you on as my apprentice and train you…" Jiraiya hinted.

"Hmph, you're not that great ya know, you're just a pervy old man! Besides, I don't want to learn anything from you, I wanna get Kakashi-sensei to teach me Chidori," Naruto huffed with a scowl.

"Phssh, I know techniques more powerful that Kakashi's ever dreamed of," Jiraiya scoffed. "But if you're not interested, I can just teach Sasuke-kun instead…"

At the mention of his rival and powerful techniques, Naruto's attitude instantly changed. "No way! Teach me instead, I'm a thousand times better than Sasuke!" he implored with a puppy like look of eagerness on his face.

"I'll hold you to that," Jiraiya replied amusedly as Naruto started jumping with glee at the prospect of upstaging his friend. _'Really, this brat is too cute,' _he thought with a smile.

"Alright, alright! So what super amazing technique are you going to teach me now?" Naruto asked with an eager grin.

"Erm, um," Jiraiya spluttered as he rubbed his neck in confusion. _'Crap, I almost forgot how eager he is. I didn't want to start right this instant!'_

He was spared having to answer when a cat-masked ANBU rocketed up with an infinitely worse problem. "Jiraiya-sama! Itachi Uchiha and another missing nin have infiltrated the village! Kakashi-sempai and some others are confronting him at the park right now!"

"What?!" Jiraiya and Naruto yelled in unison.

Before Jiraiya could blink Naruto darted out the shop towards the deadly S-ranked criminals. "C'mon Ero-sennin, let's go kick this guy's ass!"

Fighting an impulse to slam his head into the nearest solid object, Jiraiya snapped at the ANBU to gather the other Jonin then dashed after his wayward pupil. "NARUTO, STOP! You're nowhere near strong enough to take on these two," he yelled. _'Not to mention, they're probably here for you.'_

Naruto looked back and stuck his tongue out at the sage. "Nyah, that's what they all said! I beat Neji and Gaara, I can take these losers no problem ya know!"

Jiraiya ground his teeth in frustration. _'I think I just decided on his next lesson. Gotta keep him away from those two, but I can't watch him and fight at the same time!' _He grinned wickedly as a brilliant idea formed. _'Stupid brat's not gonna like this!'_ Hastily biting his thumb and making the signs, he yelled out "Kuchiyose no jutsu!"

Naruto's forward momentum was abruptly reversed as a long sticky tongue wrapped around his waist. "GAAAH! Not again!" he yelled in horror as the toad swallowed him whole.

"Nice one Gama! Keep an eye on him until I summon you again," Jiraiya yelled as he dismissed the toad in a puff of smoke.

The situation at the park took him by surprise Kurenai and Asuma seemed fine, but Kakashi and his Uchiha student were already down and out. _'How did that happen? Did Itachi come for Sasuke as well?'_ Jiraiya leapt into action as Itachi's companion, the ex-Mist ninja Kisame, rushed forward to finish off Kakashi. "Yooooooo!" Kisame leapt back in confusion as a hail of white needles interrupted his advance. "Causing a flutter in every lady's heart, and a tear in jealous men's eyes… arriving in the nick of time to save the day, the great manly toad sage Jiraiya!"

Kisame looked at the prancing maniac that appeared before him. "_This_ is one of the legendary Sannin?" he asked in disbelief.

"Careful Kisame," Itachi replied flatly. "He's far more dangerous than he looks."

"Looks like things are finally getting fun," he replied with a toothy grin and rushed forward once more.

"Konoha senpu!" Kisame's attack was interrupted once again as Maito Gai arrived and sent him flying back with a smashing kick.

"Another one? Who the hell is this?" Kisame growled in confusion.

"Konoha's sublime green beast of prey, Maito Gai!" the spandex clad jonin declared with a blinding smile and martial pose.

"What the… this one's like some exotic animal."

"Don't take him lightly either," Itachi replied without a trace of emotion.

"So, what's our next move?"Asuma asked.

"Kurenai, take Kakashi and Sasuke to the hospital," Jiraiya ordered. "Asuma, Gai, we'll take these two down now."

Before any of the combatants could move, Itachi interrupted them. "Kisame, let's leave. We didn't come here to start a war, and with Jiraiya of the Sannin here we're outmatched."

"Hmph, with this much trouble I suppose it's unavoidable," Kisame growled.

Before any of the Konoha shinobi could react, the duo vanished in a puff of smoke, leaving only an unconscious Kakashi and Sasuke to mark their presence. _'Well, that was anticlimactic,' _Jiraiya thought. _'However, this doesn't bode well for the future. With Kakashi down and the Akatsuki starting to move there's no way I can avoid the hat any more. Konoha needs a Sannin to protect it and I'm the only one left.'_

* * *

Before Naruto could summon a horde of clones to escape in the same manner he had the last oversized critter that ate him, the toad spat him out to the ground. The boy picked himself up, ready to chew out his sensei for the indignity he had just suffered. "What the hell Ero-sennin, I'm gonna-" His ranting abruptly halted in a confused gurgle as he took in his surroundings. Konoha was gone, replaced by a bizarre tropical mountain. The sky was an unnatural shade of blue, and even the air felt different. "WHAAAT?!" Naruto screamed in confusion at the large orange toad that had apparently carried him to this strange place. "Where the hell did you take me you damn toad?!"

"What's this?" An elderly voice inquired from behind Naruto. "Now why would Jiraiya-chan send a kid to Myobokuzan?"

Naruto whirled around, and saw a wrinkled old toad with a stick standing before him. "Huh? Who're you old toad geezer? And what's this Myokuwhatsit?"

The old toad hopped forward and rapped the boy on the head with his cane. "I am the toad sage Fukasaku young whippersnapper! And this is Myobokuzan, the secret mountain home of the toads. You're the first human to come here since Jiraiya himself. Now, who might you be?

* * *

**Author's Note:** And so the plot begins to diverge! There are too few stories with Jiraiya as Hokage, and for this story it works with the plot and themes that I've planned out. He does not want the job (as in cannon), but with Tsunade dead there's no other option besides Danzo. About Tsunade, no disrespect is intended by having her dead. The details will be eventually revealed and will impact the plot beyond making Jiraiya take the hat.

Since Jiraiya isn't leaving to look for Tsunade, he encountered Itachi and Kisame in Konoha. I also stuck Sasuke in via butterflies as he needed to be Tsukuyomi'd by Itachi. Next chapter we'll get to see some more familiar faces who have diverged from the cannon world. Speaking of, anyone catch the Yamato cameo this chapter?

Thanks for reading, and please review! All feedback is greatly appreciated.

* * *

**Omake: **Iruka Umino, chunin and newly appointed temporary assistant to the Godaime Hokage knocked nervously on to door to the new Hokage's office.

"Come on in," a pleasant voice called from within.

Iruka walked through the door nervously, and was greeted with the sight of the toad sage leaning back in an oversized chair with his feet up on the table. "Um, hello Hokage-sama, I'm Iruka Umino, your new assistant," he said slightly awkwardly.

At those words the indulgent smile left Jiraiya's face and was replaced with a harsh glare. "You're not a woman."

"Um, no I'm not," he replied in confusion.

"Didn't they see that I had specifically requested a female assistant? I even filled out all the proper paperwork with Human Resources," he said petulantly while shuffling through the papers on the desk. "Aha, here it is! Requirements for the new Hokage's assistant: female, single, under the age of thirty, and a C-cup minimum! Best I can tell you only meet one, maybe two of these."

Iruka rubbed his scar in exasperation. Suddenly he understood the pitying looks from the adjunct who had given him the assignment. "Look Hokage-sama, I'm not entirely sure why, but the administration decided that I would be the best choice for the job. Besides, it's only temporary. Perhaps my successor will be more to your liking," he said trying to console the Hokage.

"Damn, Sarutobi-sensei really let things go around here, such open defiance of the Hokage would never have been tolerated when I was your age," Jiraiya grumbled. "Oh well, might as well make the most of it. Now, to business! As Hokage, my first priority is to ensure that our shinobi have the finest tools available for their job," he said enthusiastically with a wide grin.

'_Huh, that's actually rather reasonable,'_ Iruka thought. The new Godaime seemed to be off to a better start than he had anticipated.

"As such," Jiraiya continued with an ever widening grin, "I've decided to do a complete redesign of our standard issue uniform focusing on comfort and flexibility," he giggled. "Here are a few designs I've sketched up," he said holding out a pad to Iruka.

Iruka hesitantly looked over the sketchbook and blanched in horror. "Jiraiya-sama, you, you can't possibly be serious," he spluttered in horror. "This just isn't practical, I mean look at this top, it provides almost no protection!" he exclaimed with a healthy blush.

"Ah, but it's far more comfortable and better suited to our rather warm climate than that old vest, don't you think?" Jiraiya replied wagging a finger at the Chunin. "Plus, the design is more aimed towards offense than defense; you can't deny its value in distracting an enemy," he said with a lecherous grin.

"But, but no self respecting kuinochi would ever wear this in combat," Iruka replied "At the beach perhaps, but it provides no protection or warmth, and the rest is even worse. Seriously, a miniskirt?! How is someone supposed to fight in that?"

"Oho, that's great point!" Jiraiya exclaimed excitedly as he grabbed the sketchpad back. "Add in some side slits for extra, hehe, _mobility_," he giggled with a shealthy blush. "See, this relationship is working out great already! Gotta remember to change all the formations too so the woman's in front," he said contentedly as a thin trail of blood leaked out his nose.

Iruka groaned and felt like screaming and repeatedly slamming his head onto something. This was shaping up to be a long, long day.


	3. Chapter 3

**Disclaimer: **I don't own Naruto. This fan work is just for fun and not profit.

* * *

**Chapter 3**

* * *

Jiraiya strode purposefully through the corridors of one of his least favorite places in existence; Konoha's hospital. He and Gai had just finished overseeing a thorough search of the city to confirm that the Akatsuki duo was indeed gone, and he was finally able to stop and check on the condition of Kakashi and the youngest Uchiha.

As he walked through the appropriate door, Konoha's chief medic-nin and onetime apprentice of his teammate Tsunade Shizune looked up in surprise. "Jiraiya-sama! I didn't expect to see you here so soon."

"Hah, Itachi and his friend knew better than to stick around with me here!" Jiraiya said with a boisterous grin. "So how're they doing?" he asked more seriously.

Shizune sighed. "We've been attracting far too many serious injuries of late. First there was Hinata-chan and Lee-kun from the preliminaries. He'll be down for at least another month, and both could have been crippled for life. Then we had all the wounded from the invasion and Naruto-kun beaten half to death, and now these two."

"Naruto! Jiraiya smacked his forehead. "Knew I'd forgotten something. Hang on a second he'll want to hear this as well."

Shizune looked on in confusion as Jiraiya cast a summoning jutsu. The hospital room suddenly became quite crowded as a small orange ninja and much larger orange toad joined them.

"Aaah!" Naruto yelled as he slipped and fell backwards from the odd taijutsu pose he had been in when summoned. "What the hell Ero-sennin?! Took you long enough to bring me back, I almost thought you had forgotten about me," the diminutive ninja yelled from the floor. Then his eyes widened as he saw Kakashi and Sasuke's comatose forms on the beds nearby. "Sasuke?!" he yelled in concern, and stood up and prodded said ninja as if to wake him up. "And Kakashi-sensei too! What happened to them?"

_'Was that frog-fu I saw? Leave it to Pa to start training him right away.' _"Thanks Gama, you can go home now," Jiraiya said, and the large toad disappeared. The toad sage then turned and glared at Naruto. "They fell victim to Itachi Uchiha's genjutsu, the same person you were so eager to throw yourself at," he said sternly.

"You should've let me help," Naruto protested. "I might have been able to-"

"You would only have been in the way," Jiraiya interrupted. "Itachi and his partner Kisame are S ranked criminals on the same level as Orochimaru. They're also members of the Akatsuki, a criminal organization dedicated to collecting the tailed beasts."

Naruto's eyes widened and his face fell at these revelations. He didn't want to admit it, but if those guys were as strong as the freaky snake guy and were after him he probably would have been worse than useless.

Trying to relieve the tension in the air, Shizune started her explanation. "As Jiraiya-sama said, both of them were caught in-"

Her explanation was interrupted as the door burst open and a pink whirlwind bowled over Naruto and rushed toward the bed with a shriek of "Sasuke-kun!" Sakura looked up from her tight hug of the unconscious Uchiha with tears in her eyes. "Shizune-san, what's wrong with him?"

Shizune sighed as Naruto picked himself off the floor with a grouchy expression. "As I was saying, Sasuke-kun and Kakashi-san were caught in Itachi Uchiha's genjutsu. I'm not sure what jutsu he used, but I strongly suspect it was sharingan based, and that their reactions are related to their sharingan. Both of them are in comas from sensory overload; the only remotely similar case I know if is the mental fatigue sometimes caused by dispelling shadow clones."

"Well, I don't get all that mumbo-jumbo, when are they going to wake up?" Naruto asked impatiently.

"The state they're in now is similar to REM sleep and is probably the body's response to the mental strain," Shizune continued to Naruto's bemused expression.

"So you have to wait for them to wake up naturally, or risk mental trauma?" Sakura asked from Sasuke's side.

'_She's a sharp one,'_ Shizune thought. "Precisely, we'll keep them under observation for now, and if they haven't woken up in a week or two I'll try to ease them out of it."

"That long huh," Naruto observed somberly while Sakura looked down at Sasuke in dismay.

"It's a much more dangerous world without the Sandaime watching over us from his crystal ball," Shizune observed sadly. "His passing left a large hole in the village," she said with a pointed look at Jiraiya.

The super pervert had a sleazy grin on his face at the mention of his mentor's favorite toy. _'That's right, there are some perks to being Hokage… goodbye telescope and rampaging women!' _he thought with a mental giggle. "Huh?" he said with a start as he suddenly noticed everyone in the room was staring at him. "Ah, yes, well, we've got work to do! Naruto, come with me, Shizune, you'll probably want to be there for this as well," he said distractedly.

"I'll stay here with Sasuke-kun for a while," Sakura commented from her bedside seat.

"Don't worry Sakura-chan," Naruto said cheerily as he and the two adults left the room. "I'm sure Shizune-neesan will have Sasuke and Kakashi-sensei back on their feet in no time, and then everything will be back to normal!"

Jiraiya winced at Naruto's words. _'Sorry kid, but things won't stay the same forever,' _he though ruefully. The boy would probably not take well to the planned division of his team, and from what he had seen neither would his female teammate. Sasuke might not mind though. _'Now there's a thought; Icha Icha Inverse! Have a harem of women chase after the aloof prince who lives only for revenge. As he continually rebuffs their hilarious advances, they become more and more desperate… and less and less clothed!' _He giggled lecherously at the thought of a gaggle of women trying various seduction methods. _'Nah, why would anyone want to read about a bunch of chicks that pine after someone who continually rejects them?'_

His thoughts were interrupted as the ever excitable Naruto jumped up to him with another question. "So what are we doing now Ero-sennin?"

"Hmph, you just have to interrupt me when I'm having good thoughts," Jiraiya replied huffily. "With the Akatsuki after you you're going to have to get much stronger to have a chance of defending yourself, so I'm gonna teach you a super-awesome advanced A-rank jutsu."

"All right!" Naruto yelled enthusiastically. "So what is it? What do I do?"

Jiraiya chuckled slightly. He was going to enjoy this more than he should. "The first step is… to buy water balloons!" he intoned dramatically.

"Whaaat? How's that learning a jutsu?" Naruto asked irately.

"You'll find out," Jiraiya replied with a grin. "Once you've got them meet me at the Hokage tower."

"Humph, this had better be good Ero-sennin," Naruto replied as he ran off to Konoha's commercial area.

"So you're teaching Naruto now?" Shizune asked as she watched the blonde ninja run off.

"Yeah, I'll be in charge of him for a few years," he replied.

"He's a good kid," Shizune said. "Reminds me of that Uzumaki girl who was about my age."

"Kushina Uzumaki, I remember her. She was a real rough and tumble girl, almost one of the boys! She was always cheerful and energetic, though not the sharpest tack in the box. He certainly does resemble her in personality and fighting style." Jiraiya mused.

"Though I'd say he takes more after his father in looks," Shizune said pointedly.

"Heh, I suppose you would know about that given your position," Jiraiya replied.

"I was there for the aftermath," Shizune reminded him. "It's rather ironic; the Godaime who taught the Yondaime teaching the Yondaime's legacy who will probably be Rokudaime. When are you going to tell him?"

"When the brat learns to keep his mouth shut," Jiraiya grunted. "Speaking of learning, I'll be sending Kakashi and Sasuke on an extended trip once they recover. Their other teammate Sakura seems to have a good head for medical stuff; perhaps you could take her on for a while?"

Shizune chewed her lip uncertainly. "I've never really thought about taking an apprentice before, I don't feel worthy to fill Tsunade-sama's place."

"We're both overshadowed by our predecessors Shizune, we just have to do our best," Jiraiya replied comfortingly.

"I'll scope her out while Kakashi-san and Sasuke-kun recover," Shizune replied slowly. "If she's good enough I'll consider taking her on as my apprentice."

"Thanks," Jiraiya replied as they finally reached the Hokage tower and made their way up the stairs to the main office. Inside the three elders and Shikaku Nara, the jonin-commander, broke off their conversation as the duo entered.

"Jiraiya-sama, I was just briefing these three on the situation with the Akatsuki," Shikaku said as they walked up.

"I trust that recent events have made it clear just why we need a new Hokage," Koharu said.

"Have you reached a decision? Homura asked.

"Yeah, for once you're right. Konoha needs a strong Hokage, and none of you old fossils would fit the bill," Jiraiya replied, noting how Danzo twitched ever so slightly at his words. "I'll lead the village as the Godaime Hokage, jus remember you're the ones who asked for it!" he said with a grin.

"That's excellent," Shikaku said. "The shinobi here will be happy to have you back again; I'll go notify everyone so we can begin the celebrations."

As the Jonin commander left the room, Danzo spoke up for the first time. "It is good that we have a new Hokage so soon after the Sandaime passed. Your presence will be a sign of strength and should encourage the other villages to keep their distance while we recover. I think you'll find that we have a wealth of experience and ideas that will aid you."

"We should also increase the number of medical ninjas, and make sure that each team has at least some medical training to reduce casualties," Shizune suggested from his side.

Danzo nodded in agreement. "Indeed, with our recent casualties we must do our utmost to preserve our numbers."

Jiraiya looked at the old cripple suspiciously. It wasn't like Danzo to be so agreeable. "From what I've gathered the great nations will be wary to move against us, especially since hostilities with Suna have been concluded so quickly. Mizu is too concerned with its own affairs, and Iwa doesn't trust Kumo enough to move against us. The Raikage would move against us if he thought he could get away with it, but there's too great a chance it would unite the other nations against him. As today's events demonstrated the main threat right now is from rouge ninja such as Orochimaru and the Akatsuki."

"Speaking of intelligence, how are you planning to maintain your network now that you're Hokage?" Danzo asked casually. "If you'd like I know a number of skilled operatives who could assist you."

'_So that's what he's after,'_ Jiraiya thought. Fortunately he had a ready alternative. "Kakashi will be taking over most of my work once he recovers," he answered to Danzo's annoyance.

"Speaking of the Akatsuki, we need to take steps to protect the Kyuubi Jinchuriki," Homura stated. "Kakashi alone is clearly not up to the task."

"He should be trained to use his power, and confined to the village for his protection." Koharu suggested.

Jiraiya frowned at the thought. "Trained yes, but keeping him in the village would stunt his growth," he retorted.

"They do have a point," Shizune said. "Naruto is at risk outside the village, and isn't nearly ready to face the likes of the Akatsuki."

"An untrained Jinchuriki who is, by all reports, emotional and impulsive, wandering around the elemental nations is a catastrophe waiting to happen." Danzo stated sourly. "The Sandaime was far too soft in neglecting his development as Konoha's weapon."

Before Jiraiya could issue an angry retort, a water balloon smashed into the back of his head. "Hey Ero-sennin, I got the water balloons," Naruto yelled with a taunting grin.

"You little brat!"Jiraiya yelled as he whirled around, surreptitiously flicking drops of water at the elders as he did so. Inwardly though he was glad the boy had arrived before the argument escalated further.

"Naruto-kun, you should not address the Godaime Hokage like that!" Koharu scolded.

"What?!" Naruto yelled as his jaw dropped comically. "You're making this lecherous old pervert Hokage?! You must be really desperate if he's your choice; I'd make a better Hokage," he laughed uproariously.

Ignoring the growing purple on the elder's faces and Shizune's stifled laughter, Jiraiya took a dramatic pose pointing towards his student. "Bah, you're a thousand years too early to become Hokage you little brat! But stick with the great toad sage Hokage Jiraiya and you just might get there."

Danzo looked simultaneously amused and appalled at the idea. "I take it you're training Naruto-kun now? Curious, what technique are you trying to teach him?" he asked.

Jiraiya chuckled ominously. "This one," he said as he turned towards the wall and raised his hand. Naruto watched wide eyed as blue chakra started swirling in the sage's hand and formed into a blue ball. Jiraiya leapt towards the wall, and with a cry of "Rasengan!" blew a giant hole clear through it. "Let's go Naruto, training to do!" he yelled as he leapt through the hole.

"Awesome!" Naruto cheered in excitement. "See ya old farts! Let's go Ero-_kage_" he said as he followed the sage.

Behind them Homura winced and Koharu buried her face in her hands, while Danzo looked like someone had crammed a lemon down his throat. Even Shizune had tears in her eyes from a combination of amusement and despair. "What horrors have we unleashed?" Homura groaned aloud.

"I'm starting wonder why we choose him," Koharu replied.

"It could be worse, you could have chosen Maito Gai," Shizune commented to a roomful of shudders.

* * *

Naruto gritted his teeth in strain as the water balloon bulged but refused to burst. After a few more minutes' effort, he halted in exhaustion and slumped down against the post in the middle of the training field. "Stupid stingy Ero-sennin," he muttered in irritation. The new Hokage had insisted that he figure out the trick to bursting the balloon himself, and had mostly used their training sessions to avoid his new job and discreetly pursue his perverted hobbies. The village had settled into a new routine after the invasion and Akatsuki attack. Most of the able bodied jonin and chunin were out on patrol or doing missions, while the genin teams dealt with a plethora of D ranked missions to repair the village. Since Team 7 was short a member and Sakura busy with Shizune-neesan and visiting Sasuke, he managed to avoid most of the tedious chores and could focus on learning the Rasengan.

Said training was frustrating to say the least. He had managed to swirl the water without much difficulty, but getting the balloon to burst was proving nigh impossible despite his awesome skills. It was after all a jutsu that had taken the Yondaime himself three years to create, but he was determined to surpass him by a wide margin. By the time Sasuke woke up, he'd have a new super cool jutsu better than the chidori to show off to the jerk's dismay and Sakura-chan and Kakashi-sensei's adulation!

But first he had to burst the damn balloon. Naruto stood up again with the balloon and swirled as much chakra around the palm of his hand as fast as he could. Minutes passed as the balloon bulged dangerously, but as his face grew redder and redder with strain it refused to break. "Gah, stupid thing!" Naruto yelled in frustration as he chucked the offending balloon as hard as he could. The projectile flew out of sight over a hill, then landed with a splash and accompanying squeak of suprise.

'_Huh, that's not the sound they usually make when I throw them,' _Naruto thought. _'Almost sounded like a person.'_ He walked in the direction of the impact, and as he crested the hill he saw a red faced Hinata Hyuga rubbing the water out of her face from where the balloon had landed. _'Oops! Guess that's what happens when you look down all the time though,'_ he thought. "Yo Hinata," he called out. "Whatya doing out here? Sorry about the balloon, I wasn't expecting anyone around ya know," he said sheepishly.

"Ah, um, don't worry about it N-Naruto-kun," Hinata sputtered out. "I should have been paying more attention to my surroundings," she said meekly. "I- um, s-saw you when I was training my Byakugan, and wanted to, s-say h-hello," she said tentatively.

"That was nice of ya," Naruto said with a grin. "Everyone's been so busy I haven't seen much of ya'll since the finals. Ero-sennin's teaching me an awesome new jutsu which I've been practicing."

"_Ero_-sennin?" Hinata asked with a mad blush. "Um, do you mean Jiraiya-sama?"

"Eh, I call him Ero-sennin 'cause he's really just a perverted slacker; I'll make a much better Hokage than him ya know!" Naruto boasted, causing the girl to smile slightly. "But he is super strong and knows a bunch of techniques! Here, lemme show you what I'm working on now," he offered as he held out another balloon. "It's the first step in learnin a super awesome A-ranked jutsu called rasengan, you swirl the water and are supposed to burst the balloon, but well," he concluded as the balloon bulged but remained intact.

Hinata looked at the vibrating balloon curiously, and activated her Byakugan to see the chakra inside. "Interesting, it's almost like a handheld Kaiten," she observed.

"Huh, I never really thought of it like that," Naruto remarked as he recalled what he had seen of Neji's technique. _'Now that I think of it they are rather similar, except-'_ "Hey Hinata, there's more to the Kaiten than just spinning around, right?" he asked.

"U-um, well I'm not even close to being able to use it," Hinata said sadly to Naruto's dismay. "But I do know the general idea," she said hopefully. "You spin around to produce the base motion, and, well, sort of, um, flail your arms about to weave the chakra uniformly around the sphere."

"AHA!" Naruto cried in triumph, causing the girl to jump slightly. "Watch this," he said with a cocky grin as he raised his free arm above the balloon. Hinata activated her Byakugan again and watched as he used the free arm to rapidly agitate the flow. The balloon squirmed and bulged, then burst an instant later. "All right, first step complete! Thanks a bunch Hinata!" he cheered enthusiastically.

"Ah, it wasn't much," she replied timidly with a large blush. "You would have gotten it eventually, and I'm sure you'll master the jutsu soon enough."

"Eh, don't put yourself down, I wouldn't have gotten it nearly as fast without you," Naruto replied with a grin. "And I'm sure you'll learn a bunch of awesome techniques like the Kaiten soon enough," he said encouragingly. "Well, I gotta go show this to Ero-sennin now so I can learn the next step! Thanks again!"

"Um, glad I could help Naruto-kun," Hinata said as he sped off. "I-it was good s-seeing you," she finished lamely.

"You too Hinata!" Naruto yelled.

Hinata blushed at his enthusiastic response as he ran towards the village. While she wanted him to stay longer, she was happy that she had helped him with his jutsu. _'A sort of handheld Kaiten,' _she thought. _'That was some interesting shape manipulation; I wonder if I could somehow apply it to my techniques.'_

* * *

Kakashi groaned as his eye opened for the first time in weeks. "Rise and shine sleepyhead," Jiraiya said cheerily as Shizune removed her hands from his head. "You've slept long enough, now there's work to do."

"Ugh, how's Sasuke?" the copy ninja asked.

"He's fine," Naruto said happily from Jiraiya's side. "Shizune-neesan just woke him up too; he's with Sakura-chan. Now that you're up I'll leave you old fogies to catch up while I go get some ramen," he said as he walked out the door.

"Twice in one day! If I hadn't seen it myself I would never believe he could be so considerate." Jiraiya exclaimed in wonder. "He really is surprising. You know, when he heard you were fighting Itachi he tried to run off and help."

"He would," Kakashi groaned. "Sasuke was the same, he somehow heard Itachi was around and ran off to confront him. That didn't end well. How'd you stop Naruto?"

"Fed him to a toad," Jiraiya smirked.

"Good idea, I'll have to remember that," Kakashi replied with a smile. "I take it they made you Godaime?"

"Don't remind me, I hate the job already," Jiraiya groaned. "I'm handing the darn hat to you or one of the youngsters the second I can."

Kakashi smiled again. "Well, congratulations anyway. With luck you'll be able to give the job to Naruto in a decade or so. So what's this about work?"

"All the able high level ninja are being sent out, you've already been assigned a mission. Once things have calmed down a bit you'll be able to relax and do simpler jobs like running my spy network, training Sasuke, and writing the next Icha Icha."

Kakashi's eye bulged in shock. "Me, write Icha Icha?! There's no way I could produce such a masterpiece; I'd soil your legacy," he screeched.

"Quit your moaning brat, it's not like I can go wandering around researching any more, and the kunoichi would lynch me if they started appearing in my novels," Jiraiya yelled angrily. "Besides," he said with a sly look, "I'll be thoroughly editing your work to make sure it meets my standards."

There was a moment of silence as Kakashi collected his thoughts. "Well, I had hoped to let them grow up a bit before making them too powerful, but that went out the window the day Orochimaru showed up," he sighed. "Any news from your old teammate? He displayed an unhealthy interest in Sasuke-kun."

"Nothing since the invasion," Jiraiya replied. "Though I almost hope he tries something with me around," he said menacingly and cracked his knuckles.

"Also, only Sasuke?" he asked with a frown. "Naruto and Sakura still have a lot they could learn from me, and I must confess I've grown rather attached to my cute little students just as they have to each other. They won't take well to being split up," he warned.

"I'll be taking over Naruto's training for now, and Sakura's under Shizune's wing. Given their unique situations, Sasuke and Naruto especially need more attention than you can give them all," Jiraiya replied. "It won't be a permanent separation either; you'll still be a team and do occasional missions together. Besides, give them a month to get reacquainted and they'll be practically begging for some time apart," he chuckled.

* * *

'_A month I can see, but the brats can't last a single freaking DAY before the almost kill each other?' _Jiraiya screamed mentally as he glared at the rebellious looking Naruto. It seemed he had underestimated just how dysfunctional his student's team was. As Kakashi had explained Naruto and Sasuke apparently had some sort of passive/aggressive rivalry going on with the girl caught in the middle. _'It's just as bad if not worse than my old team, Kakashi's team too, and even Sensei's from what I've heard. I'm so glad my students never had these problems.'_ Jiraiya quickly clamped down on that train of thought; thinking about Minato's team was too painful. Plus, he was supposed to lecture the brat and couldn't do that while reminiscing about the past. "Is this why I'm teaching you the Rasengan?" he asked angrily. "So you can use it on your teammates in some stupid dominance fight?"

Naruto had the good sense to look ashamed, but was still rebellious. "What else was I supposed to do Ero-sennin, ignore him and let him treat me like a failure? The only way Sasuke will ever acknowledge me is if I stand up to him with everything I've got including the Rasengan ya know, even if I haven't quite got it down yet."

Jiraiya sighed. Part of the problem was that he probably would have acted the same when he was his age. "There are lines you don't cross Naruto. A healthy rivalry is built on mutual respect and should spur you to outdo each other, not goad you into a deadly fight on a hospital roof. Not to mention that matching jutsu like that is the depths of stupidity," he continued as Naruto looked up inquiringly. "You should never fight head to head like that unless you know for certain you can overpower your opponent's jutsu, which your incomplete Rasengan cannot. Best case it would have backfired crippling you both, and worst case Sasuke's Chidori would have gone right through it and killed you!" Jiraiya glared sternly at his student. "Do you understand now? You should never have fought him."

"Sasuke won't respect me if a chicken out, and a Hokage certainly can't run away!" Naruto protested. "And besides, even if I did Sasuke would just think I'm lookin down on him and get angrier."

"A good Hokage knows when to fight and when to swallow his pride and back down," Jiraiya retorted. "It's even more important to know _when_ to fight than _how_ to fight. Things may be worse if you had backed down, but they also could be better. Think about the situation; you obviously value your bonds with Sasuke, but does he feel the same way? And is maintaining them this important to you?"

Naruto remained thoughtfully silent for a while. "Sasuke's one of my first and only friends, and that's very important to someone like me. Maybe I didn't handle this as well as I could have, but I trust in the bonds we've built and won't give up on them," he stated determinedly.

"Well, at least your heart's in the right place kid," Jiraiya sighed with a sad smile. "Come on, let's go get some of that Ramen you're so fond of," _'and hope that Sasuke never betrays your trust.'_

* * *

Jiraiya wasn't a big believer in fate or invisible gods, but the events of the last month were nearly enough to convince him that some malicious, undoubtedly female, spirit was out to get him for all the fun he had writing Icha Icha. Since he had returned to Konoha, he had to deal with his Sensei's death, an invasion, Akatsuki, having the Hokage's hat practically shoved on his head, Naruto's messed up rivalry, and now Sasuke running off to Orochimaru at the most inconvenient time possible. He had been expecting something to happen, but not the day the miserable child woke up from a month long coma!

The team he sent out under the new chunin Shikamaru Nara hadn't returned yet, and the reports from the ambushed jonin team indicated that Sasuke had some very powerful company on his little trip. All the top ninja were injured or out on missions, and the only help he could find besides the barely healed Rock Lee was from Suna of all places. He couldn't run out himself without leaving the village defenseless, so he was left waiting at the main gate for Kakashi or Gai to return and babysit the crotchety elders.

When this was over, Jiraiya resolved to get very drunk and spend an outrageous amount of cash at the nearest "fun" house. The old sage grimaced as he gathered a massive amount of chakra to summon his trump cards. While he hated doing this, he'd have to be at his absolute best if he wanted to be sure about defeating his old teammate or whatever monstrosities he sent after Sasuke. After a few minutes preparation, he bit his thumb and called out "Kuchiyose no jutsu!"

A raspy old voice sounded out from one of the two small puffs of smoke that had formed. "Jiraiya-chan, why'd ya call us out all of a sudden? Pa an I had just sat down fer lunch."

"Sorry Ma, Pa," Jiraiya said with a grimace. "It's going to be a long day."

* * *

Orochimaru flexed his muscles impatiently as Kabuto ran a healing jutsu over his new body. "Hurry it up Kabuto," he rasped. "Knowing him that fool of a Hokage will be chasing after me like he always does. I want to head out to greet him properly as soon as possible." The Snake sannin let out a raspy chuckle. "Who knows, I just might add another Hokage to my tally!"

* * *

**Author's Note:** With no Tsunade there's no search for Tsunade arc and we jump forward to the Sasuke retrieval arc. There was a lot of skipping forward this chapter, but I'm not going to rewrite cannon events. For reference, Sasuke vs Itachi happened the same, just at a different place. The hospital rooftop fight between Naruto and Sasuke was also identical to cannon, but Naruto still hasn't figured out the trick with the shadow clones to complete the rasengan. Sasuke left the village with the sound four, and Sakura still confessed to try and make him stay. Naruto promised her to bring him back, and all the battles with the sound four and Kimimaro went identically to cannon. Don't worry, the pace will slow down after this chapter and we'll stop skipping ahead (except for the three year timeskip to Shippuden) as nothing will be identical to cannon anymore.

Sorry about the long wait for this chapter. As a rule, I write the rough draft of the next chapter before revising and publishing a chapter, and the fights in the next chapter were a total pain to write. Hopefully in the future I'll be able to write a chapter every two to three weeks. A big thanks to everyone who reviewed or favorited, I really appreciate it! On a side note, if anyone's interested in being a beta reader please shoot me a PM.

Thanks for reading and please leave a review!

* * *

**Omake: The Sandaime's Legacy**

"Damnation! Where did that old goat put it?!" Jiraiya yelled in frustration as he slammed another drawer in Sandaime's office. The once orderly room looked like a tornado had gone through it, cabinets were opened and contents scattered around from Jiraiya's fruitless search for the Sandaime's crystal ball. "I know the bastard kept it around here somewhere," he muttered to himself as he contemplated the desk in frustration.

Suddenly, the door burst open and a high pitched voice screamed "you bastard! What are you doing to my grandpa's waaaagh!"

Jiraiya turned around and saw a young kid in a ridiculous hat and scarf tripped over in the doorway. "This is my office now brat and I'm in the middle of something important," he scowled at Konohamaru. "So, scram!"

The young ninja picked himself off the floor and glared angrily and the older man that towered above him. "My grandpa's the only one I'll acknowledge as Hokage, not you! I won't let the village forget about him, so I'm gonna take you down myself! Orioke no jutsu!"

A cloud of smoke appeared, and cleared showing a buxom brunette standing in Konohamaru's place. Jiraiya's eyes bulged and his mouth curved into a lecherous grin as he held out his hands and staggered forward to 'inspect' the jutsu. "Hehehee, not bad at all! I see Naruto has an apprentice of his own," he said as he drooled over the henge.

Konohamaru dispelled the ineffective technique before the super-pervert drew any closer. "Huh, you're stronger than I thought if you're able to withstand my ultimate technique."

"What do you expect? I was trained by the Sandaime himself to be the ultimate ninja!" he declared grandiosely to Konohamaru's wide eyes. "Naturally they chose me as the only one fit to carry out his will. Speaking of, I'm searching for a precious treasure of the Hokage, a crystal ball the Sandaime would often use for his research, any idea where it would be?" he asked perversely.

A sly grin formed across Konohamaru's face. Maybe this new Hokage wouldn't be so bad after all. "Well, I may have an idea where it is," he said as Jiraiya nodded his head eagerly and drooled. "But if I help you find it you're going to have to share," he said with a cheeky smile.

Jiraiya laughed uproariously. "Oh, you and I are going to get along just fine kid!"


	4. Chapter 4

**Disclaimer**: Naruto is the property of Masashi Kishimoto and TV Tokyo. This is a fanfic and nothing more.

* * *

**Chapter 4**

* * *

Naruto broke the surface of the river with a gasp. _'It's like Neji said, he's currently within the darkness,' _Naruto thought as he pulled himself onto the surface of the water. Sasuke watched from his perch atop the giant stone statue of an unfamiliar ninja in an archaic set of fur collared armor standing across a similar statue of the Nidaime. "You're really serious about this, aren't you?" he asked.

"Yeah, I'm serious," Sasuke replied emotionlessly. "I intend to kill you."

Naruto clenched his jaw at those words. "Do you no longer consider me your friend?" he asked. "Everything we did together as team seven, was it all just meaningless to you?!"

"No," Sasuke replied. "To me, you have become my closest friend," he said as he opened his eyes revealing his sharingan.

The two boys stared at each other for a long moment. "Became your friend?" Naruto asked in disbelief. "Then why?"

"That is why you are worth killing," Sasuke replied cryptically.

Naruto looked in Sasuke's eyes for another long moment. Despite his words, despite the blows they had exchanged since he had caught up with him at the two statues, despite everything deep down he didn't want to believe that Sasuke would go so far. "I don't get it, but you're serious about killing me, aren't you?"

The two ninja launched themselves forward simultaneously. They met head-on midway down the statue with a smack as they caught each other's fists. Sasuke twisted out of Naruto's grasp and dropped, then threw a kunai upwards. Naruto deflected it, and then hopped up to avoid the incoming kick. _'He's trying to get some distance so he can charge his Chidori,'_ he though as he dropped down and aimed a blow at Sasuke's head. The Uchiha deflected it, then in the moment's pause as Naruto dropped below him rapidly made a sign and raised his hands to his mouth and called out "Katon: Phoenix flower jutsu!"

As he fell, Naruto crossed his fingers and shouted "Kage Bunshin," summoning three clones in mid air. The first took one of the fireballs, while the other two flung him down towards the river before being incinerated. Naruto hit the river and submerged just before the remaining fireballs sizzled against the water.

As he surfaced, Sasuke gave him a demented grin from above. "You were looking forward to this weren't you? Sakura and Kakashi aren't here; there's no one to stop us like last time." Sasuke began to run down the statue. "I'll say it once more, I will kill you!" As he ran he made several rapid signs, and as arcs of electricity ran down his arm he yelled "Chidori!"

"You bastard, I'll beat you back into your old self!" Naruto yelled angrily from below. He wanted to charge up a Rasengan and copy their fight on the roof, but Jiraiya's words of warning ran through his head. _'Best case it would have backfired and crippled you both, and worst case Sasuke's Chidori would have gone right through it and killed you!'_ "Kage Bunshin," he shouted, summoning a single clone to his side. He then held out his hands and made the best Rasengan he could. "Let's go, eat this!" he yelled angrily as the clone swung him towards Sasuke then vanished in a puff of smoke.

The two jutsu met, and both boys grimaced in strain as the incomplete Rasengan struggled against the Chidori. Naruto narrowed his eyes in anger. After everything, after their time as a team, despite Sakura-chan's tears, Choji, Neji, Kiba, Shikamaru, and Lee's sacrifices on the retrieval mission, the bastard was throwing everything away. Naruto could feel his resolve through the jutsu and knew that his friend was seriously trying to kill him.

Sasuke grinned triumphantly as he felt his attack start to slip through the resistance. With a final surge of effort, he forced his attack through into Naruto's chest. He flinched as the Rasengan skipped upwards and detonated near his head, scratching his face and arm. "You prevented me from hitting your heart, or penetrating too deep," he said as he inspected the bloody wound on Naruto's chest. "But that was pointless," he said as he withdrew his hand and hoisted Naruto up by his neck. "I've crippled your mobility and you'll bleed out soon enough regardless."

Suddenly, Naruto's arm shot up and grabbed his. Sasuke started in surprise as a feeling of dreadful power washed over him and his friend glared down at him with wild red eyes. "Sasuke! I won't let you go to Orochimaru!" Naruto yelled, as a puff of smoke erupted from his side revealing the shadow clone that had transformed and come along for the ride. The clone placed his hands over Naruto's free hand, in an instant formed a second far more compact Rasengan. "Even if I have to beat you to a bloody pulp I'll stop you!" he yelled as he thrust the completed jutsu at Sasuke's torso.

Before it could connect, Sasuke shoved himself away from Naruto with his free hand. The Rasengan missed his chest by a hair as he and Naruto stumbled backwards. Sasuke's eyes widened as he saw Naruto's chest wound steam and close up. It seemed that he had been premature in calling the fight.

"That's enough," a voice rang out from behind Naruto. The boys turned around at the interruption, as Jiraiya strode out of the forest onto the river. "This fight is over; I'm bringing you both back," the toad sage said sternly as they stared at his morphed appearance and the two old toads on his shoulders.

Sasuke glared angrily at his words, but before Jiraiya could close in a sibilant mocking laugh rang out. "On the contrary, I'd say that was just a warm up Jiraiya," Orochimaru leered as he emerged in a swirl of leaves beside Sasuke.

"Orochimaru," Jiraiya said and threateningly cracked his knuckles. "Naruto, take care of Sasuke for me, I've got some unfinished business with my old teammate."

"Ya really think Naruto-chan will be able to?" Fukasaku asked worriedly from his shoulder.

"He'll be fine," Jiraiya reassured him. "Looks like he finally completed the Rasengan, and if nothing else he'll be able to hold Sasuke off until we've finished with snakes here." _'Besides, _

_Sasuke shouldn't stand a chance now that he's using the Kyuubi's power,'_ he thought.

"Kukuku, that boy is just like you Jiraiya, totally lacking in any talent as a Ninja," Orochimaru chuckled. "He's no match for Sasuke… just as you're no match for me!"

Jiraiya frowned at Orochimaru's lack of concern about Sasuke facing down the Kyuubi jinchuriki. Still, he'd have to trust in Naruto to deal with the Uchiha on his own, and get Orochimaru away from the boys so they wouldn't get in their way. "We'll see about that," he growled as he flashed towards the snake sannin with senjutsu enhanced speed. Orochimaru grinned and flexed backwards to dodge his onrushing fist, but gasped in pained surprise as an invisible impact caught his torso and sent him hurtling into the woods. Without a backwards glance Jiraiya leapt forward in pursuit.

Naruto crouched forward with his arms crossed in front. The river around him shuddered and an aura of red chakra became visible as he gathered the fox's power in preparation for the fight. "You won't run off with Orochimaru Sasuke, even if I have to break your limbs and drag you back myself," he growled angrily.

Sasuke trembled slightly at the presence of the strange chakra and Naruto's morphed features. "What the hell are you?" he asked.

Tears leaked out of Naruto's eyes. "A friend. That's why I won't give you up to Orochimaru." With a roar, Naruto leapt forward faster than the sharingan could follow and clawed Sasuke in the chest sending him flying.

Sasuke frantically formed hand seals as he tumbled, and as Naruto leapt toward him once more brought his hands to his mouth and called out "Katon, grand fireball jutsu!" To his shock, Naruto simply yelled and expelled a monstrous amount of raw chakra. The red eyed blonde barreled straight through the fireball unsigned and drove Sasuke back with a devastating punch to the cheek. Despite the enhanced perception from his sharingan, Sasuke was simply unable to keep up with Naruto's speed as he clawed and punched his torso. Reeling, he was unable to react as Naruto clasped his hands together and swung them into his stomach sending him flying into the rock wall at the base of the statues.

Before he could recover, Naruto was on him and pinned him to the rock with an arm across his throat. "Wake up already, before I break you like a twig and drag you back home in pieces," he growled angrily.

Sasuke sneered at his teammate's presumption. Naruto could never understand his need for revenge and how it drove him to sever the bonds between him and that pathetic village. "Shut the hell up, you don't know anything about me," he spat angrily. "You never had parents or siblings in the first place, you had nothing! What the hell do you understand about me, huh?" he yelled in rage. With a sudden surge of strength Sasuke twisted and kicked the surprised Naruto away from him. "You don't know how it feels to lose your bonds!"

Naruto frowned contemplatively as Sasuke panted with exertion. It was true that he hadn't actually lost anyone like Sasuke, but still… "It's true I don't understand about real families and brothers," he said. "But when I'm with Iruka-sensei I wonder if that's what being with a father is like. And when I'm with you, I wonder if that's what having a brother is like," he said sadly. "For me, it's one of the first bonds I've ever had, and that's why I must stop you," he said determinedly.

Sasuke dropped down to join Naruto on the river, then reached into his pocket, pulled out his headband and put it on. As he did, his eyes shimmered and a third tomoe appeared on his sharingan. "Then I will break that bond," he said as he gestured for Naruto to attack.

"Break it?" Naruto asked. "Then why did you put your headband on?"

"Because I'll acknowledge you are strong. You know the same pain of loneliness that I do, and that pain makes a person stronger. By severing these bonds, we will become even stronger. From now on we'll fight as equals," he said and tapped his forehead with a cocky grin, "but you won't even be able to scratch my forehead. That much hasn't changed."

"I won't give up, no matter what you say," Naruto replied.

"The time for talk is over," Sasuke declared. "From now on we fight."

With that, Naruto leapt towards Sasuke fist first, only to stumble in surprise as he met air and slid past his rival. He whirled around and glared briefly at the fully evolved sharingan. _'He's moving completely different from before,'_ Naruto thought as he rushed in again trying to overwhelm Sasuke like before. Despite his speed, Sasuke anticipated his movement, and met the blonde with a fist straight to the face. Before he could recover, Sasuke flipped over and smashed him down into the water with an axe-kick to the gut. _'Damn it! He read my attacks perfectly!' _Naruto thought. The sudden evolution of Sasuke's sharingan had once more left him behind.

Sasuke grabbed the limp sinking blonde by the leg, and swung him face first into the river again, then back. Naruto gritted his teeth in anger at his helplessness before his friend. _'I can't move fast enough! He has me!'_ he thought in despair.

Then, from within his seal a deep voice chuckled menacingly. "You're weak, aren't you kid?" the nine tailed fox asked rhetorically from within its prison. "You should thank me for this… and the Yondaime Hokage who sealed me within you," it said as a tide of red chakra bubbled from behind the cage.

Outside the seal, Sasuke started in surprise when Naruto wrenched his leg from his grasp and stood up with red chakra bubbling out from his whole body. His eyes widened as the chakra formed a shroud around the blonde's entire body. A single tail and a pair of ears formed, and the resemblance to an animal was only strengthened as Naruto crouched down with a feral look in his eyes. Itachi's interest in Naruto suddenly made sense.

Naruto rushed towards his friend with a snarl, faster than ever before. Sasuke stood his ground confident in his advantage from the sharingan, but as he anticipated and dodged Naruto's incoming fist the chakra claw around his arm bulged and smashed his gut. Before he could recover, Naruto twirled around his back and clawed at his face. Once more, a chakra arm reached out and punched Sasuke across the river. _'That chakra moves on its own, my eyes can't predict it! Close combat is too dangerous,'_ Sasuke thought worriedly as he panted from the pain. Not wanting to waste chakra, he flung a swarm of shuriken and explosive tagged kunai and Naruto, only to watch in disbelief as they all bounced ineffectively off the cloak.

Sasuke eyed Naruto warily as he raised a chakra covered arm, but was caught by surprise as a chakra claw rapidly expanded across the distance between them and sent him flying. Black flames covered his body as he instinctively activated the first stage of the cursed seal to cushion the blow, but even with the boost he was unable to dodge as Naruto jumped in and grabbed his body with an oversize chakra claw. Despite his struggles, he was unable to escape as Naruto smashed him into the ground, and pulled him straight into a waiting fist. His forward momentum was abruptly reversed as the blow sent him flying into the base of one of the statues.

Sasuke chuckled from within the impact crater. "I'm not even hurt Naruto," he said as he stood up. "You were special," he said as a black cross appeared across his nose and his skin started turning grey. "But I'm far more special than you!" he declared as his hair turned white as the second stage transformation finished.

* * *

Jiraiya sped through the forest in pursuit of Orochimaru. The sheer quantity of chakra coming from Naruto left him confident that his student would win his battle with his errant teammate, but Orochimaru was a far different matter. "He's stopped over there!" Ma yelled pointing at a dense area of the forest.

'_Perfect place for an ambush, seems the slippery bastard doesn't want to fight me head on,'_ Jiraiya thought irately. His sage mode and the Sandaime's curse gave him a powerful advantage head to head, and the clever snake was trying to compensate. As if to confirm his thoughts, a half dozen serpents reared their heads from the underbrush and spat a billowing cloud of poison gas at the sage. "Ma, Pa, let's clear the area," he yelled. The three sages drew in a breath, and then blew out a triplet stream of wind, oil, and fire crying "Sage art; bath of boiling oil!" Jiraiya spun in a full circle, incinerating the poison and scorching away the woods clearing out a large circle.

"Jiraiya-chan, below ya!" Pa croaked out in alarm as the ground erupted. Jiraiya jumped back and dodged Orochimaru's punch, and formed a Rasengan in his hand. Ma and Pa shot out their tongues and wrapped them around the Orochimaru as Jiraiya thrust the sphere at his chest. Before the attack could hit, Orochimaru's torso bust into hundreds of tiny snakes which slipped out of the elder toad's grasp and out of range of the Rasengan.

Orochimaru raised his arms, and a dozen of deadly serpents shot out at Jiraiya at blinding speed. However, the toad sage quickly formed a few hand seals, and he called out "Sage art; Lion's mane!" His long white hair thickened and sent out a swarm of lion heads which bit the onrushing serpents. Jiraiya leapt forward over the twitching corpses, but the snake sannin had once more fled behind the distraction into the woods beyond the scorched area.

As Jiraiya leapt from branch to branch, suddenly Pa shot out his tongue at a nearby tree and used it to fulcrum Jiraiya in mid-leap. Jiraiya squawked in surprise, then relief as the extended blade of Kusanagi flashed where his neck had been. "Nice save!" he yelled as he sped toward the base of the sword.

Instead of running, Orochimaru retracted the sword and stepped out to meet Jiraiya's attack. "Not bad for an idiot like you," he said with a sinister smile as Jiraiya landed a few feet in front of him. "But even without my arms you're still beneath me," he hissed as he bit his thumb and drew it against a seal etched into his forearm. "Kuchiyose: Edo Tensei!" he called out, summoning a coffin embossed with the Senju crest.

"You bastard!" Jiraiya yelled angrily. _'If that's who I think it is I absolutely cannot let that coffin open! There's no way I could take on both of them at once,'_ he thought worriedly. Spurred by the danger, he raced toward the coffin while pulling a specially prepared scroll from his coat pocket. Before the coffin's lid could open, the toad sage wrapped the scroll around it and pressed his hand into the intricate design at it center calling out "Sealing art: heavenly purification!" The seal glowed briefly, then constricted around the coffin sealing it shut. "Did you think I'd be unprepared for an Edo-Tensei?" he asked mockingly.

"Actually, I was counting on it," Orochimaru replied with a wicked grin. Jiraiya frowned in confusion, but then his eyes widened in comprehension as a low hissing sound emerged from the coffin. He barely managed to duck his face behind his arms before the coffin exploded. White hot flame erupted in a fiery pillar around him, and a large seal array activated beneath his feet sending a violent pillar of lightning crackling through the sage.

Jiraiya panted in pain as the smoke cleared. He had survived due to the sage mode, but his clothes were burnt and his skin was covered in burns and lesions. "Owwww," he groaned as residual tendrils of electricity sparked through him. Ma and Pa were worse off, and had been detached from his shoulders by the blasts. "You two old geezers alright?" he asked worriedly.

"Sorry Jiraiya-chan," Pa groaned from the ground. "You're gonna have ta finish this one on yer own."

"That's fine don't worry about me," Jiraiya reassured the two battered elders before they disappeared back to Myoboku.

"You're not the only one who can use seals," Orochimaru commented smugly from beyond the blast radius. "And now that those troublesome toads are gone your sage mode will soon run out."

Jiraiya glared at his former friend. _'How does he know that?'_ he wondered to himself worriedly. He still had a massive advantage over Orochimaru, but they would be on more even ground if the fight dragged out. His best bet would be to overwhelm his enemy while he still had his sage mode.

"It's a pity you managed to nullify the Edo-Tensei though," Orochimaru sighed. "And I was so looking forward to the reunion I had planned." The sannin tilted his head back and regurgitated a large snake which slithered down his robes and coiled around his right arm. The snake opened its mouth and extended the Kusanagi blade, effectively acting as a crutch for the crippled limb.

"Orochimaru… you've always been disrespectful of the dead," Jiraiya said thickly as his opponent started running towards him. He hunched forward and placed his hands on the ground. "You've crossed the lines far too many times for me to let you off the hook! This time I'm ending you," he yelled as two puffs of smoke appeared from beneath his hands.

Orochimaru stabbed with his blade and Jiraiya swung one of the two oversized stone swords that had appeared and effortlessly swatted it away. Orochimaru's eyes widened at the force behind the blow, and deformed his body to avoid being eviscerated as Jiraiya countered with the second blade. Orochimaru quickly moved past Jiraiya's range, then turned, held up his arms and shot out a wall of snakes each with their own blade. Jiraiya countered by shifting his grip on to the chain attached to the end of the blade and whirling it in front of him as a makeshift shield as he leapt forward. The unfortunate reptiles were smacked aside or chopped to bits, and Orochimaru beat a hasty retreat once more, elongating his lower body as he slithered up a tree trunk to escape the angry sage. Not having any of it, Jiraiya threw the second sword, pinning Orochimaru's torso to the tree.

Orochimaru hissed in pain as he felt nature energy creep into his system from the blade, temporarily throwing his body and chakra control askew. "My, my Jiraiya, you're not usually this excitable. I kill one of your precious people and you fly off in a rage and start throwing rocks at me?" he said amusedly. "You're a sentimental fool just like Tsunade was, careful or you might end up killing yourself like she did," he warned.

"Maybe if you had been a better teammate Tsunade wouldn't have mindlessly thrown herself into battle after Dan died," Jiraiya snarled angrily as he stalked toward his immobile foe. "But then, you never cared about us did you? It was always about your damn research with you. Well, your ambition will be the end of you," he continued as he held out his hand and formed a Rasengan. "One of these days you're going to be destroyed by your own work… assuming you manage to survive this!" he yelled as the sphere engorged until it was larger than his entire body. "Sage art: Ultra-big-ball Rasengan!" Jiraiya yelled as he thrust the oversize sphere at Orochimaru.

The snake sannin wriggled furiously against the sword as the orb neared his flesh, and somehow managed to tear free and slither out of the way. The oversized Rasengan still caught him in its outer edge, tearing his lower body apart and violently hurling him into a tree before tearing a giant hole out of the forest. Despite the seemingly mortal wounds, Orochimaru's tilted his head back and opened his mouth far wider than natural. A new, unharmed copy emerged, panting from the effort required for his rebirth technique.

Unwilling to give him time to recover, Jiraiya rapidly made a few seals out, then spat a stream of flame at the sannin calling out "Sage art: wildfire torch!" Jiraiya moved his head to track the snake as Orochimaru forced his battered body to dodge the incoming stream of flame and dove out of sight into the underbrush.

'_Damn! I used too much chakra for those attacks,'_ Jiraiya thought in anger as he ended the stream of fire and tried to sense Orochimaru's presence. He wasn't nearly as good as Pa, but he could still sense Naruto fighting in the distance. Just then, he felt something dark yet familiar erupt next to his student. Jiraiya's eyes widened in surprise and horror as he recognized the energy coming from the young Uchiha. "Nature energy?" he gasped in surprise. "So that's what the curse seal does, I need to go back-" but he was interrupted as Orochimaru extended Kusanagi's blade at his back in a sneak attack. Batting it aside with his remaining sword, he rushed forward towards his opponent and swung the stone blade in a mighty arc. Orochimaru dodged, sending the blade crashing into the trees, but Jiraiya quickly followed up hoping to overwhelm his opponent and be able to help Naruto in time.

However, his movements began to feel slower and the blade drooped as he panted in exertion. Orochimaru grinned triumphantly as Jiraiya's pupils returned to their normal shape and the red tone around his eyes vanished. "So much for your sage mode," he chuckled darkly.

* * *

Naruto stared in horrified surprise at Sasuke's altered appearance. Whatever the curse seal had done to him, his friend looked as demonic as the fox's chakra flowing through him felt. "Special, huh?" he asked angrily.

"I'm not ready to lose," Sasuke replied cockily.

With a roar, Naruto charged towards Sasuke and swiped at him with a chakra covered claw. However, the blow was blocked by a fleshy grey appendage that appeared on Sasuke's back. A second wing pushed itself out from Sasuke's shirt, and buffeted the stunned Naruto away. Extending a chakra claw, Naruto grabbed the ground, then flung himself at Sasuke again hoping to force through his defense. Sasuke blocked with his forearm, then countered a second kick with his own leg. Enhanced by the curse seal and his sharingan, the Uchiha outpaced Naruto's flurry of attacks, then countered with a vicious snap kick that sent him flying to the base of the opposite statue.

The two boys panted as they faced each other from opposite sides of the river. Both could feel their respective powerups eating away at their bodies, and knew that they had to finish the fight. Sasuke made the seals and held out his hand, while Naruto summoned a shadow clone. The air chirped and hummed as a dark Chidori and red Rasengan formed, and with twin roars the two combatants flung themselves at each other. The attacks met in the center of the river and strained against each other, casting a malevolent shadow around them. As they threw every inch of power they could muster into the attacks, they slowly started to grind past each other, and suddenly broke free. The remnants of Sasuke's Chidori slipped down into Naruto's chest, while Naruto's Rasengan scraped a wide strip of flesh off Sasuke's forearm before scratching his forehead protector. Completely spent, they both fell into the river.

Moments later, Sasuke dragged himself to the shore, where the unconscious Naruto had miraculously floated out of the water. His head spun and he panted from exhaustion as he staggered towards his friend clutching his bleeding arm. As he looked down at his Naruto's unconscious form, his newly scratched forehead protector fell off his head and clattered down. Itachi's words rang through his head: _'You must kill your closest friend.'_

Anger and confusion surged through the young man as he thought about his murderous brother, culminating in a strong feeling of defiance. _'I will not be your puppet!'_ he thought to himself. If Itachi wanted him to do something, it was all the more reason to not do it. He would gain strength his own way, and then kill that man. Decision made, Sasuke turned away from his friend and started limping towards Orochimaru's lands. He barely made it a few yards before his body was wracked with a violent bloody cough. A surge of white hot pain resonated from his injured arm, and the world swam and fell dark as the youngest Uchiha dropped unconscious on the riverbed.

* * *

Jiraiya smiled mockingly at Orochimaru. "Even without sage mode I can still kill you," he declared confidently. Throwing the now too heavy sword at his foe as a distraction, he made several rapid signs and clapped his hands together calling out "Doton: spike walls!" Two spike encrusted walls of earth rose from the ground and smashed together around Orochimaru, but the slippery sannin snakeified his body around them and slithered to the top of the walls.

With a smirk, Jiraiya made a second set of hand seals, and shouted "Doton: mud pit," causing the wall to liquefy around Orochimaru's feet. As he struggled with the mire, Jiraiya completed his trap, making another rapid set of signs and calling out "Katon: scorching blast!" Seeing the onrushing wave of white hot flame, Orochimaru abandoned his struggle with the mud and dived head first into the muck to escape. _'Seriously, what does it take to kill him? He's worse than a cockroach,'_ Jiraiya thought wearily. While he still had the edge in long range combat with his ninjutsu, his chakra would not hold out forever and Orochimaru now held the advantage up close.

Just then, he sensed a massive flare of power from Naruto and Sasuke's direction, which quickly dwindled to nothing. "Oh crap!" he muttered as he realized he could no longer feel chakra from either boy. Abandoning his fight with Orochimaru, he raced through the trees towards the two genin. Worry spread through him as he failed to sense or hear any signs of life from their direction.

As he burst through the trees to the riverside, Jiraiya's gut clenched as he saw their prone forms on the ground. _'Please… no…'_ he thought as he walked to Naruto's side. The boy was lying unconscious in a pool of blood, and had a shallow hole over his right lung. Jiraiya sighed in relief as he felt his neck and felt a pulse.

Jiraiya stood up and started towards Sasuke, but before he could Orochimaru rose from the ground in front of him and held out a finger mockingly. "Ah, ah, ah, Jiraiya, this one's mine," he sneered. Jiraiya stared at the snake for a moment, mulling his chances. As if reading his mind, Orochimaru continued, "You could try and fight me of course, who knows you might even win. But if we leave them here to fight they'll both bleed out and die… so which will it be?"

Jiraiya glared at his former friend, but in the end there was no decision to make. Turning his back, he gathered Naruto into his arms and started off towards Konoha. From behind he heard Orochimaru's mocking laugh. "Sentimental fool."

* * *

**Author's note:** Darn this was troublesome. I've never written an extended combat scene like this, and deciding how close I wanted Naruto and Sasuke's fight to play out compared to cannon was torturous. About power levels; Sage mode Jiraiya is much stronger than armless Orochimaru. If he didn't have the Edo-Tensei trap he would have been creamed. After Ma and Pa were driven off, Orochimaru simply had to survive until Jiraiya wore himself out, something he's especially good at. In the end, Jiraiya probably would have won, but he wasn't willing to risk Naruto and Sasuke dying. Anyway, any positive or negative feedback on this chapter would be greatly appreciated. Remember, I can't improve without your feedback!

Next up is the final chapter before the three year timeskip to Shippuden. Some more butterflies will flap their wings, something big happens to Sasuke, and you'll get your first glimpse of the assembled Akatsuki and their alternate leader! Stay tuned!


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